An Old Promise
by thom1170
Summary: In another life, different events create different paths. Logan looks to make good on a promise, and inadvertently brings himself and Laura Kinney into a young man's quest for answers and revenge.
1. chapter 1

Outside of an old bar, a beat up blue truck pulled up. The area was mostly a snowy forest, with a single road to and from a small Canadian town. A large but somewhat short muscular man with a thick mane of hair and side burns, wearing a brown leather jacket, white shirt, blue jeans and brown boots stepped out of the truck.

On the passenger side, A girl of about 16 exited the truck. She had Black hair, green eyes, pale skin and wore a black leather, jacket, pale grey shirt, black jeans and black boots.

The man only known as Logan had dragged his clone daughter, Laura Kinney, out on a road trip, despite her arguments. He wanted to get her away from fighting for awhile.

Though their relationship was still awkward as hell, he had accepted the role he would be playing in her life and decided that some time away together would do them good.

What he didn't tell her was that he was also on a mission, following a trail that would lead to him fulfilling an old promise.

Years ago, some friends had passed away and their five year old son was left to their relatives. However, should anything happen to them, Logan was asked to watch him. Not normally a task he would take, especially at the time, but it was a task he intended to undertake. The boy, however, ran when his aunt and uncle were killed and he had spent a year tracking him down.

Finally, here they were, hopefully about to meet.

Laura maintained a scowl as they walked in, still not liking the idea of a road trip.

They walked into a somewhat large room with a bar to the left and several wooden tables and chairs to the right. Straight ahead was a curtained doorway where Laura's enhanced hearing picked up the roar of a small crowd and the smell of blood, sweat, and alcohol.

"Why are we here?" Laura asked, noticing how he moved with a purpose.

He didn't answer as they walked through the curtained doorway. He pushed the curtains aside to a reveal a pit with a cage in the center, surrounded by a crowd of cheering or booing people. They entered in time to see a burly bald man fall heavily onto the cement ground of the caged fighting ring.

The crowed cheered and booed some more as the announcer spoke.

"Still! The undefeated champion! Who else dares to challenge him?!"

The place went quiet as the questioned was asked, and everyone waited to see who would step up.

Laura saw a man-no, boy standing in the makeshift ring, leaning against the fence, breathing heavily. He only wore a pair of blue sweatpants and black shoes, had a slim but very built frame, and messy brown hair.

He looked up and incidentally locked eyes with her. His hazel eyes were soft and unusually warm, but they were also hardened and seemed to hold a great pain.

Logan caught her attention when he handed her his jacket and walked into the ring. The crowd erupted into cheers as he entered the cage.

"Another brave soul takes the challenge!" The announcer yelled, then turned to Logan. "I hope your durable, guy."

He clapped his shoulder as Logan murmured. "Very."

The kid, no more than 16, took in the new challenger. He could sense his movements from the vibrations in the ground and noticed he was heavy, the man was confident, he wasn't a pushover.

"You shouldn't be do'in this." Logan told him.

"I know." He said, so quietly Logan almost missed it over the roar of the crowd.

The announcer rang a bell and faster than expected, Logan sailed into the cage, thrown by a surprisingly powerful punch.

Logan grunted as he hit the ground hard. The kid shook his fist as hitting him was like hitting a brick wall for an average human.

Logan got to his feet and rolled his neck. He then threw a punch that the kid dodged before it even started moving. He threw several more, but each time the kid moved, as if seeing it before it happened.

Logan wasn't expecting this, and he wondered if he had just found a mutant.

The kid sent a two punches to his gut and another upwards, sending Logan stumbling back.

The crowd cheered wildly. Laura watched them carefully, curious what Logan was up to and what this boy was capable of.

Logan blocked a fist and shoved it aside, creating an opening for a punch to the chin that landed and dazed the kid. Logan exploited this and sent two more to his face.

Logan threw another, but the kid caught it and threw his own. Logan flew back and dented the cage.

The crowd gasped and cheered. Laura narrowed her eyes at the apparent strength.

Logan pried himself off the cage. _'definitely mutant'_

"You look surprised." The kid teased.

Logan growled, but decided he'd seen enough. He waved his hand in a gesture that he was surrendering and left the cage. The kid was confused but shrugged as he still made some money.

Moments later, Logan and Laura sat at the bar.

"Beer." Logan ordered simply. Laura was about to speak. "And a glass of milk for the kid."

She glared at him. "I am not a child, and I doubt they have-"

A glass of milk was set down in front of her. Logan smirked and she growled. Her attention turned to her right as the kid from the cage sat a few seats away.

She watched him carefully as he ordered a glass of…milk.

Laura was really starting to hate this place. He pulled out a small flask that Laura smelled had some kind of alcohol and strangely enough, poured it into the milk.

She made a face. He turned to her with a smirk. He tossed the flask up without letting go and a small glob of liquid flew up and over into her milk. Logan turned at the sound it made but shrugged it off. He winked and she sniffed the liquid.

It was a strange combination but didn't smell unusual and was better than simple milk. After smelling it to make sure there wasn't anything suspicious, she took a sip. It wasn't half bad and she gave him a grateful nod.

He returned it and looked away.

She turned to Logan and saw him take out a picture from his pocket.

He got up and walked over to the kid and put a hand on his shoulder.

"Peter Parker?" He asked.

The kid turned with narrowed eyes at the sound of his name. "I think this is the part where I say 'depends who's asking'."


	2. Chapter 2

**The M rating is for the possibility of an intimate scene between peter and laura. Its unlikely I will write it, but its something to consider. Also incase of certain details that would call for that rating.**

"Name's logan. I was a friend of your parents."

He showed peter the picture of himself standing with two other individuals, but he looked away, not wanting to broach the subject of his parents.

"Why did you come here?" Peter asked.

"I promised them that I would keep an eye on you if they died. I visited when you went to your aunt and uncle, you seemed fine there so I let them be." Logan explained.

"And now?" Peter asked.

"As you probably noticed, their dead. I came to keep my promise."

Laura had to hide her surprise at logan. Making such a promise seemed so unlike him, especially for around the time she guessed the promise was made.

Peter suddenly got up. "Well, that's sweet and everything, but your better off forgetting about me. Bad things tend to follow me."

He made to leave but logan grabbed his shoulder. "We're used to bad things, we can take care of ourselves."

They suddenly heard the cocking of a rifle and turned to see the bartender point it at logan.

"You heard the boy. He's not going with you, and your not taking my star attraction. Now get out while-"

His gun was suddenly sliced in half by the two adamantium claws in laura's fist. She growled lowly and he backed away in fear.

"The hell?! I knew it! I knew having you here would attract more freaks! Get out! All of you, out!" He yelled.

People stared as he yelled and logan groaned at laura's recklessness.

"Come on gary, cant we ju-" Peter tried but the bartender cut him off.

"Get out! I don't want you freaks infesting my bar."

Peter rolled his eyes and simply left. Logan and laura followed. He put on a black jacket that was hanging by the door and turned to the two mutants as they walked out.

"There goes my only means of supporting myself. Thanks for that." He said to laura sarcastically.

She shrugged uncaringly. Logan sighed. "You shouldn't be out here to begin with, fighting for money of all things."

"Well, there aren't a lot of options around here for me." Peter told him.

"Don't bother then, come with us. We can take you somewhere safe, with people like us."

"I'm not like you." Peter corrected. "Plus I don't think little miss sunshine, over there, would appreciate my company."

Laura scowled at the name he used. "I couldn't care less about what you do."

Peter scoffed. "Oh really? Maybe I **should** tag along then. See more of that radiant smile that cost me my job here."

"Enough." Logan intervened. "That wasn't a job." Logan then fixed him with a hard look. "Your running from somebody, aren't you?"

Peter stayed silent. Logan sighed. "Who are they, kid?"

"Someone you can avoid by staying away from me. Trust me, I'm not worth the trouble." Peter warned.

"Like I said, we're used to trouble. You cant run forever." Logan argued.

"Cant be worse than what we already deal with." Laura told him.

He was about to argue, but a tingle cut him off. He twisted his wrists and two silver watches he was wearing unfolded into something they didn't recognize. They started to hear several helicopters closing in and peter took off in a blur of speed.

They blinked in surprise but followed after him, abandoning the truck logan had bought for the trip. They followed his scent, as he had already ran a large distance away.

"Why did you even bring me?" Laura asked as they ran.

"I didn't lie about the road trip. I just withheld certain details." He argued.

Laura scowled. She barely trusted anyone as it was, yet he still had the nerve to lie to her. She wasn't letting this go anytime soon.

Logan could tell by the upset look on her face. He rolled his eyes. She may not be a normal teenage girl, but she can be just as petty sometimes.

Meanwhile, peter was running at full speed until he entered the small town he hadn't bothered to learn the name of and came up on the old dingy motel that had been his home for the past year.

He skipped the stairs and jumped onto the second floor. He opened an old green door and went in.

Grabbing a black one-strap backpack, he began stuffing clothes and bits of technology he had been working on inside of it. He stopped when he felt a tingle.

He focused and began to sense several heavy footsteps converging on the motel and six directly on his door. He stood near the door and waited.

Outside, six men in black fully geared uniforms lined up against the wall, with one getting ready to kick the door open. He lifted his leg, but a hand shot through the door and pulled him in.

The others panicked and began shooting taser darts wildly inside as they were ordered to bring him in alive.

After several seconds, they stopped and the darts buzzed inside.

"Is it down?" One of the men asked.

Apparently he jinxed himself because a web-line shot out onto his chest and pulled him. Peter burst out of the window beside the door and slammed two onto the railing. He web-pulled the guns away of the remaining two and blinded them.

He looked down and saw he was heavily outnumbered. Peter got down as they started shooting and peaked over the railing. He spotted a black jeep and jumped off the second floor, then used the heads of the men below to skip towards the jeep.

"Excuse me, sorry, here I come, wow sturdy melon you got there."

He jumped into the jeep's open roof and a second later two uniformed bodies came flying out.

Peter started the engine and took off. He made it a few blocks before he remembered one important detail.

He didn't actually know how to drive.

 _ **OSCORP TOWER, NEW YORK**_

A man with reddish-brown hair and cold green eyes, wearing a grey business suit, sat with a teenager who looked like a younger him, eating dinner in a large dining room that practically announced their wealth.

"So how was school today harry." Norman Osborn asked his son.

"It was ok, not much happened." He answered with a shrug.

"Well, you should use that extra time to study. Without peter here to tutor you, your grades have suffered." Norman said in a condescending tone.

Harry sighed. Peter was his best friend, and with his help, harry did ok in school. But as a consequence, his father often compared them and made sure harry knew he was inferior. Now with him gone, not only was he without any real friends, but his father also became less stable.

He would often yell to no one when he was alone, and kept going on about harry manning up and becoming a worthy heir to oscorp. Norman had even showed him his will, and it showed that he had planned to leave everything to peter.

He should have resented peter, but he knew that something wasn't right with his father.

Norman's phone rang. "I have to take this."

He walked into his office and answered. "This better be good Alistair, I was having dinner with my…son."

"The lead was good mister osborn, our agents are currently trying to apprehend the boy."

Norman grinned. "Good, but remember, I want him alive. Don't hurt my **real** son."

 _ **BACK IN CANADA**_

Logan and laura exited the forest and came onto a road in time to see a black jeep roll several times and land upside-down. The door shot off and peter crawled out.

Logan raised a brow. "Car trouble?"

Peter rolled his neck. "You could say that. Mostly, the issue is I have no idea how to drive one."

"Then what are you doing in one." Laura asked.

"Making an awesome escape…or at least it **was** awesome, until I crashed." He said.

"Escape from what?" She asked again.

They heard five black jeeps arrive and skid to a stop. When armed men started coming out, they got behind the overturned jeep. Peter looked at the two mutants.

"You two need to go." He told them.

"Not happening, your coming with us." Logan said.

"I'm not going with-"

"Now isn't the time to be difficult kid. Shut up and fight." Logan snarled.

"Fine."

Peter grabbed the jeep they were using as cover and threw it at the oscorp agents. They scattered and the three charged.

Laura jammed her claws into one's skull then sliced against another's throat. One raised his weapon, but it was yanked away by a web and peter came in with a harsh kick. He turned and yanked another into his fist. One tried to charge at him, but he jumped and laura appeared behind him, claws bared.

Logan charge straight into a group and cut threw several in one go. He cut off one's arm when he aimed at him and logan finished him with a stab to his chest. He felt a taser dart hit his shoulder and realized they wanted peter alive. He ripped it off and stabbed the shooter.

Logan looked around and saw an open jeep and fought his way over to it.

A helicopter flew overhead without stopping. A fully black figure with no discernable markings jumped out and landed heavily on the pavement. Peter took the newcomer in and noticed that the black suit he wore seemed to swirl around.

The figure charged towards him with speed that surprised him. Peter caught his fist, but had to jump back when it changed into a blade. The figure swung at him with the same surprising speed and peter was doing his best to dodge.

He grunted as he received a long cut on his chest. Peter focused on his spider-sense and the world began to slow down. He saw the strange black blade coming for his throat and jumped over it with a kick to his face. He landed and began punching him from several angles.

As he did this, the fighting stopped and everyone turned to see a blur attacking the black figure. Suddenly the blur changed direction and began to take out the oscorp agents. They tried to shoot but hit nothing and they went down.

Peter stopped beside laura and she had to catch him when he fell over.

He felt as if his muscles were ripping apart from the use of such speed. His body may have been capable of such things, but it wasn't conditioned to do it.

"I'm not doing that again anytime soon." He informed.

He got to his own feet and walked over to the black figure, who was now on the ground. He crouched down to examine the black substance and turned the figure to his back. The black substance suddenly sprang off and revealed an unremarkable blonde man. Peter jumped back as it attached to him. He tried to rip it off but it kept coming. Laura came in and tried to slice it away, but it just moved past her claws.

It began to envelope peter and then blended into his clothes. They looked at himself in confusion. Peter rolled his shoulders and noticed the pain he had a moment ago was gone.

"This actually feels good." He said and continued to examine himself.

"We don't know what that is, you should remove it." She reasoned.

He gestured to himself. "Its on my clothes."

"Then take them off." She argued, but immediately regretted it when he smirked.

"But we only just met, I don't even know your name."

She rolled her eyes. Logan drove beside them in a jeep. "Get in. More are probably on the way."

They got in and peter turned to laura. "Why do you get shotgun?"

"Because I got in first." She said, though hated how childish it sounded.

Logan drove them back to the bar and got out to board the old blue truck. Peter got out and made a face of disgust.

"Bit of a downgrade, don't you think?"

Logan shrugged. "They would recognize or track the jeep. Get in."

Peter crossed his arms. "I never said I would go with you."

Logan turned to him sharply with a glare. "Where else are you going to go. What do you plan to do."

"Survive. Like always." Peter argued.

Logan got into his face. "And how? You said it yourself, there aren't many options here. Your not the only one who's lost people, kid. You cant just isolate yourself because someone always shows up to ruin it. I know I've tried."

Laura watched him and wondered why he was trying so hard. This seemed to go beyond a promise and she was getting suspicious. She looked at peter and saw a hint of indecision.

"People around me tend to die." Peter informed stoically.

"People die, that's life. Eventually you'll have to stop running. Its either because they catch you or you die, but this is your chance to do it on your own terms. Don't pass it up." Logan told him.

"I'm not going." Peter said.

Logan threw his hand up in frustration. "Fuck it."

He threw a punch and peter was caught so off guard he didn't react and ended up unconscious.

A few minutes later he woke up in the truck, sitting between logan and laura. He crossed his arms childishly.

"I hate you." Peter grumbled.

"Stop pouting, kid." Logan said.

Peter used the strange suit to make a shape of logan with claws on his hand and imitated his voice. "Stop pouting, kid. Grrrr."

The two mutants rolled their eyes at the childish display.

"Who were they?" Logan asked.

Peter didn't answer.

"I need to know, kid."

Peter sighed. "Oscorp. I'm not a mutant like I assume you think. That's all I'm telling you."

Logan accepted this. Laura, not so much. "Why are they after you?"

"I said that was all I'm saying." He said.

She glared. "I think we deserve to know after saving your ass."

"I would have been fine."

"Well, I still want answers."

"Takes more than a pretty face to get them out of me." He taunted.

She unsheathed her right claws and pointed them at his throat. He didn't flinch.

"Laura, put them away." Logan said.

She scowled but put her claws away and faced the window.

"Your old man had a mouth on him two." Logan informed.

"Where are we going?" Peter asked, choosing to ignore the topic of his parents.

"Home." Was the only reply he got, and peter rolled his eyes.

He then removed his backpack and took out an old shirt. He offered it to laura and she gave him a strange look.

"For the blood." He elaborated.

She looked down and noticed her hands were covered in it and she took it, secretly grateful to get it off. As much as she had to do it sometimes, she still hated having to take lives. Laura secretly always wanted to be free from having to spill blood and had actually appreciated it when logan brought her.

So much for getting away from the fighting though.

Peter, meanwhile, chose to explore the strange suit. He focused and it receded from his wrists. He twisted them and his shooters folded back into watches. Laura glanced at them curiously as he took them off.

He put them in his bag and had the suit cover his wrists again. Peter noticed that his fists now how had white squares. He accidently shot a web out of logan's window and he nearly lost control.

"Sorry! Sorry, didn't know it could do that." He said, and logan grumbled to himself.

"Should you be playing with that?" Laura asked.

He shrugged. "Probably not."

He then looked down at his chest and focused. A large white spider symbol formed on his chest. He focused again and a mask formed with to large and sharp white eyes.

He turned to laura and made the mask smile with a large mouth full of sharp teeth. She only stared blankly for a second, then looked away. The mouth disappeared from the mask and he turned back to look into his bag.

He pulled out a bunch of materials and began working on it. Laura glanced at him once in awhile, watching as he worked expertly with his materials and pulling out tools. He seemed to be making some sort of single-use EMP device. It actually impressed her slightly that he could improvise that so easily.

He eventually pulled the watches back out and began examining them. Laura felt the need to ask. "What are those things?"

"Web shooters. I cant make my own so I made these with stuff I took from oscorp when I escaped." He explained.

"Escaped?" Logan asked.

Peter didn't answer as he worked on his we shooter. Logan decided to try something else.

"So, what **can** you do." He asked.

Peter shrugged. "Anything a spider can."

"That didn't seem like an ability a spider would have." Laura said, referring to his speed earlier.

He rolled his eyes. "They were super spiders. Mock my powers all you want, just remember which one of us can lift 25 tons."

She scoffed. "That strength would mean nothing against me. You fight like an amateur."

He turned to her. "Not all of us are trained assassins."

She turned to him sharply and growled. "How the hell do you know that."

Now peter scoffed. "You think I haven't heard of x-23? Oscorp had a hand in making you by providing funding in exchange for info on your healing factor. I deleted the info they had, by the way, your welcome."

"I didn't ask anything from you." She said with a glare.

"Oh right, big bad tough girl doesn't need any help." He mocked.

Logan tightened his grip on the wheel in annoyance.

"At least I can drive without any help." She shot back.

"I was doing ok! I just…took a bad turn." Peter defended.

"You ended up flipped over." She scoffed.

"I'm from new york. The hell do I need to learn to drive for?" He asked.

"To not end up flipped over like a-"

"WILL YOU TWO SHUT UP!" Logan yelled has his temper boiled over.

Peter and laura crossed their arms and looked away from each other. Logan shook his head at their childish behavior and sighed.

This was going to be a long drive.


	3. chapter 3

**There will be an appearance of a spider clone later on. As for the intimate scene, I still don't know, I may just change the rating or go through with it.**

"YOU WHAT?!"

Alistair Smythe flinched at norman's voice. "We lost the symbiote."

Norman swept everything off his desk in a fit of anger. "I never told you to send it in!"

Alistair took a step back at his outburst. "Doctor Warren assured me it would be enough to overpower him."

Norman stormed up and grabbed him by the neck with one hand. "But it didn't overpower him, did it! He took it! The only edge we had against him!"

"W-we have a-another edge, sir." Alistair choked out.

Norman pushed him to the ground. "And what might that be?!"

He took a breath as he answered. "My father, he left behind plans. It was meant to be a machine designed specifically for him. I can finish it, just give me time."

Norman straitened his suit. "This better work alistair. Your proving far less useful than your father. Besides, I'm sure you wouldn't want the implants keeping your legs working to malfunction."

Alistair looked down at his legs. "No, sir."

"Then get to it. And remember, I want him alive." Norman added with a warning look.

Alistair scowled at that. He wanted to kill peter parker, kill him for taking away his father. But for now he only nodded and went on his way.

* * *

' _peter parker' a sinister voice called._

 _Peter found himself in a black void, and bound by what looked like black webs. He pulled, but they didn't budge. Peter continued to struggle as a pair of white eyes appeared before him._

' _Don't fight it. We are one now. We can be stronger, so that they can never take us back'_

 _He continued to panic and yank at the webbing. It finally snapped and the voice screeched in agony._

Peter's eyes snapped open and he slowly rose his head to realize it was just him and laura.

He turned to her. "Where's logan?"

Her response was to point at the small shop they were parked outside of. He nodded and leaned back with a sigh.

Laura watched him closely. She had seen him in distress and figured he was having a bad dream. Many people she knew had their traumas, but not many were as haunted by them as she was. It made her wonder about him.

Peter noticed her staring. "What?"

Laura turned away. "Nothing, I'm just wondering."

Peter turned his head to her. "About what?"

She hesitated, but continued. "You mentioned oscorp, what do they want with you?"

Now peter hesitated. Laura gave him a hard look. "You know about me, its only fair I know a little."

He sighed, knowing she had a point. "Norman Osborn is a man who built his company from nothing. I'm an orphaned kid who had nothing, except a promising future."

He laughed bitterly. "He thought we were alike. That I could appreciate power like he could. He made me what I am as a supposed 'gift'…and took everything else from me."

She took all this in and felt…she didn't know, just familiar. She knew what it was like to run from maniacs who were obsessed.

"He enjoys messing with your life. Just wont allow you any peace." Laura guessed knowingly.

They just gave each other a look of understanding, not really having words in that moment. Logan suddenly entered the truck and startled the two.

He looked at the two. "Glad you two didn't tear each other's throats out. Keep it that way, this is a seven hour drive."

Peter groaned, not being good at holding still for long periods of time. Logan lifted a bag he got from the store and was about to eat a chocolate bar, but a black tendril shot from peter and absorbed it into his clothes. They looked down at his shirt, where it had been pulled into, and peter shrugged.

"At least I know what to feed it now."

Logan sighed in annoyance and simply started the car. Laura gave the suit another look. "Is it alive?"

"I…don't know actually." He said as he suddenly remembered that dream.

The suit seemed to shutter as he contemplated this. He wondered what it's intentions were if it **was** alive and if it was safe to have around. For now though, peter shrugged and decided to figure it out later.

* * *

The next time peter woke up, it was to the sight of a thirteen year old kid he didn't know.

He reached to poke his face but peter caught his hand. The kid jumped out of the truck and fell to the ground. Upon impact, two copies appeared and they all ran off.

"Not a good idea to let your guard down here." Laura warned from outside the passenger window.

He groaned and climbed out. The school really was huge. It reminded him of one of those old castles and he immediately felt out of place. He wasn't one for extravagance.

"This going to take some getting used to." He told laura.

She shrugged. "Still working on it myself."

He turned to her with a grin. "Mind showing the new guy around?"

She just gave a blank look. "I'm not a tour guide."

He rolled his eyes as she began to walk away, but she turned back. "But maybe I'll make an exception later, if I have nothing better to do."

She left and peter saw logan coming over from the same direction, accompanied by a man in a wheelchair and a red haired women.

"Hello mister parker, my name is charles xavier." The man in the chair greeted with an outstretched hand.

Peter took it. "I've heard of you actually. I read your paper on genetic mutation and human potential."

Charles laughed, a bit nostalgically. "That old thing. Well, I'm glad it still reaches the young minds of these days. This doctor jean gray."

He shook hands with the women, but his clothes receded away from her. They let go and watched as his sleeve reformed.

Jean examined it closely. "Logan mentioned this, would you mind if I took a sample for hank."

Peter nodded and she used a pair of tweezers to put a piece into a glass vial. The suit wriggled uncomfortably and peter flinched as he could have sworn he felt it.

She put it away and waved for him to follow. "I'll show you where you'll be staying."

He followed jean and charles turned to logan with a frown. "Are you sure your up for this logan. From what you said, this boy has lost a lot."

"I know chuck, but I made her a promise."

"Her?" Charles asked.

Logan didn't answer, as he reminisced on the woman he fell in love with.

* * *

A few hours later, peter had opted to take a shower in his dorm's bathroom. Due to his unique circumstances, the professor had allowed him his own room. Peter appreciated this, having been a year since he was actively social.

The suit seemed to shrink onto his back for the duration of the shower. He formed a pair of black jeans as he exited the shower and toweled off his mid-section.

A brown haired girl suddenly phased through the wall and they both froze.

"S-sorry, I didn't know someone had-I didn't mean to-oh man, that's an eight pack-sorry!"

She took one last look at his figure and hurriedly ran out of the other wall. Peter sighed, realizing he could kiss any privacy good bye in a mansion full of super powered people.

He formed a black shirt and exited his room.

"I see you've met kitty." Laura said, leaning arms crossed beside his door.

She was wearing a leather sports bra, arm guards and pants with a belt. His eyes lingered and she gave a warning growl.

He blushed and looked away. He may have changed since a year ago, but a part of him would always be that shy nerd. "What are you doing here?"

Laura shrugged. "Had nothing better to do."

He grinned. "Great, cause this place is huge and I have no idea how to find where the food is. Plus it'll give us a chance to get to know each other."

"That is unlikely." She said and waved for him to follow.

Laura wasn't sure why she was bothering with this, but she attributed it to her curiosity of why logan tried so hard with him.

"You never know. I've been known to worm my way in through the toughest shells." He teased.

"Good luck with that."

He suddenly felt a tingle and had to dodge a fire ball. He turned to see a kid with blonde hair and blue eyes come strutting up to him.

"So you're the kid wolverine brought. Your pretty quick for a human." He said in a way that told Peter the guy was sure of himself.

Peter held back the sudden rage he felt. "Well, I eat my vegetables."

The kid nodded and stuck out his hand. "John Allerdyce."

"Peter Parker."

They shook and John tried to squeeze his hand. Peter narrowed his eyes and squeezed back. Laura just stared blankly as John winced harshly.

Peter let go with a smirk. "It's never a good idea to underestimate someone."

John rubbed his hand. "Noted, and welcome to xavier's."

He left, but Peter got the feeling this wasn't over. Laura cleared her throat.

"Are you done playing tough guy."

Though not usually one to be confidant, he couldn't help it this time. "It happens when I'm around beautiful women."

She rolled her eyes, but smirked when he went red at his own comment. She decided to turn the tables and lean in closer to him.

"Is that so?"

"Uh, I-uh-I didn't-" He struggled.

"Didn't what? Mean it? Am I not beautiful?" She asked with a fake but convincing glare.

"Yes but-what I meant-your messing with me aren't you?"

She wasn't able to hold back her smirk and simply continued walking. Peter stood frozen for a bit, before pulling himself together and following with only one thing in mind. _'wow'_

 _ **Next chapters well start being longer. Leave a review and let me know how I did and what I can do better. Thanks for reading.**_


	4. chapter 4

**DBZ stargate ninjawars: Those are good points that I have planned for, but didn't think of involving a telepath. I might with that later**

 **Hivedragon: I don't think I'll do something like that but maybe she will play a part in it.**

 **I had trouble getting this up so its shorter than I'd like.**

' _Peter Parker' The sinister voice called again._

 _Peter looked up from the black webbing he was trapped in with a deadpanned expression. "Is this one of those recurring nightmares? Would it be too much to ask for a good dream. Like with super models, preferably red heads. I like red heads."_

 _The white eyes and mouth formed in front of him. 'Will you except us now?'_

" _No thanks. I saw invasion of the body snatchers. I don't like that."_

' _We are stronger together. We share an enemy. He hurt us, experimented on us. Don't you want revenge?'_

" _Tempting, but I prefer to keep my hands on the wheel…unless I'm in a car. Then I just crash."_

 _It growled in frustration. 'We only want to help, to make you stronger.'_

 _Peter sighed. "This isn't a dream, is it. What are you?"_

' _We are of the klyntar. Our brothers find hosts and assume control.'_

 _Peter glared. "So you are trying to control me."_

' _No! We did not believe as they did. We believed in helping the host, in symbiosis.'_

 _The surroundings changed and peter found himself in a desolate frozen place. In a nearby cave, a strange egg shifted into an amorphous black substance._

' _We first woke in a cold place, and sought out a host.'_

 _The scene shifted and peter saw the silhouette of a creature conquering it's own people._

' _Our first host taught us rage, and we helped slaughter many. We didn't care, we only wanted to help the host.'_

 _Everything changed again and it showed it being cast away by it's kind. It began showing it in several forms, killing and rampaging through the galaxy._

' _We learned much, experienced much, and killed much. We were named venom because we poisoned those around us.'_

 _It showed it falling to earth and being captured by oscorp._

' _They caught us here. Experimented and bonded us to an insufficient host.'_

 _It then showed their own meeting._

' _You are different, more complex. You taught us guilt, and we want to help you as atonement.'_

 _Peter considered this. "Will you try to control me?"_

' _No, we will be one.'_

"… _trial period, we'll see what happens."_

Peter slowly dragged himself out of bed. It was the day after he arrived and he was still getting used to this. He did appreciate having a bed that didn't fight back though.

He heard a knock and formed a pair of black jeans and a shirt. He shivered. That was something to get used to.

He opened the door and jean stood on the other side. "Doctor gray."

"Hank has some concerns about the suit. He wants to-"

"He found out its alive right?" Peter interrupted.

Jean gave a perplexed look. "How did you know?"

He shrugged. "We talked, made a deal. Its all good for now."

"oh…ok then. I'll inform hank, but he may still want to run tests."

He nodded and jean left.

* * *

Logan was making his way through the halls, when Ororo came up to him. "Logan! Director Fury is here to see you."

He frowned, knowing what he came for. Logan followed her to the front doors where fury was asked to stay.

"What do you want fury?" He got to the point.

Fury wasn't intimidated. "Good to see you too, logan."

He growled and released his claws. "Don't play with me, Nick, why are you here."

Fury's face became serious. "You know why. He isn't a mutant, and therefore out of your jurisdiction. We'll take him."

"So you can make him work for you? Not happening."

He suddenly heard a noise and looked up as Iron Man landed loudly, in a flashy pose as usual. He strutted up to them as several mutant children stopped what they were doing in worry.

"Nice to see you wolvie." He greeted.

Logan looked between the two with a hard stare. "That's how your going to play it, fury?"

Ororo looked ready for anything from where she stood behind logan and the children in the area stiffened.

"He doesn't belong here." Fury told them.

"He'd make a good avenger." Tony butted in.

Logan wasn't having it. "The answer is no. I made a promise and I intend to keep it."

Fury glared and got into his face. "Is that what this is about? Mary chose richard and now your going to play daddy to her kid."

"You shut that mouth, before I rip your tongue out, fury." Logan warned.

 _THUMP_

They turned when a black and white, masked figure landed beside them.

"There a problem here?" Peter asked, having noticed a commotion.

His masked eyes trailed tony as he walked up to him. "Your what all the fuss is about? No offence kid but you don't look like much."

Normally, he would geek out in moments like this. But that was a year ago and right now, stark seemed like a possible threat.

He examined tony in return. "You **aren't** much are you? Regular or premium?"

"Funny." Tony deadpanned.

He turned away, but abruptly turned back and threw a punch. Peter caught it and the metal creaked under the pressure.

"Stark! Quit showboating." Fury warned.

Peter squeezed and tony dropped to a knee. "Might want to do what he says, sometimes I don't know my own strength."

He released tony and walked to logan's side. Tony looked at his crumpled gauntlet and immediately began planning countermeasures.

Fury addressed peter. "You don't belong here. You can do some real good with the avengers. With some training of course."

"I'll keep that in mind, you can go now." Peter dismissed.

Fury gave a hard look. "We'll see each other again soon. Until then mister parker."

Tony flew off and fury walked away. The mutants went back to their business and logan turned to peter. "Go find laura and tell her to bring you to the danger room. I'll meet you there."

* * *

Norman walked into a lab that was dimly lit. A single light shone down on a grey haired man who's attention was currently on the work spread over his desk.

"Miles, how goes the work?" Norman asked.

Miles Warren grinned. "Excellent, I think I can work with what we have."

"Good. Alistair is quickly losing purpose and I need something to fall back on." Norman informed.

Miles nodded. "Of course. We had a good DNA sample. He should be ready to wake in a few days time."

"And how is the enhanced subject doing." Norman asked.

Miles turned and flipped a switch. A wall lit up to reveal a padded cell. A young blonde girl was huddled up in the corner, trembling harshly. Her messy hair draped over her blue eyes and she tried to avoid looking at the two men.

"She is doing quite well. Another two sessions and she'll be ready for a field test." Miles said with a smile.

"Good. See to it that she is."

Miles waited for norman to leave and walked over to the girl's cell. He entered and kneeled before the girl. She began to tremble even harder.

"Shhh, your almost ready. You'll have more power than you have ever known and you will be perfect." He told her.

He caressed her face and she flinched at the contact. He only grinned madly at her fear.

* * *

Peter spun on his hands and kicked away two simulated oscorp agents. He righted himself, grabbed the last one by the neck and slammed him down.

' _Too much holding back.'_ Venom told peter.

"You hold back too much, kid." Logan also said.

' _see'_

Peter rolled his eyes at this. "It isn't safe for me to use my full strength."

"It isn't safe for your enemy." Logan corrected.

"Its them or you. Holding back only makes it easier for them to kill you." Laura advised.

He knew this. He wasn't as naïve as they thought, but it wasn't exactly something he was used to. Though, he figured he would have to get used to it now. Oscorp **was** getting desperate lately, if they decided to send something like venom.

"Alright, that's enough for now. We'll continue tomorrow." Logan said and left the danger room.

Laura stayed behind as peter caught his breath. She had watched carefully and was mildly impressed. He was strong, fast, agile, and reacted to danger seemingly without seeing it. He was also very smart. All of this made for a dangerous combination. It unsettled her that logan would trust him so easily and annoyed her that she didn't know his motives.

Peter walked up to her. "If I'm going to be in oscorp's reach, I might as well go out in the city for awhile. Wanna come?"

She gave him a perplexed expression. "Why would I?"

He shrugged. "For fun."

She wanted to refuse. To tell him not to pester her with idiotic ideas. But she couldn't seem to help herself.

"Whatever."

He gave a wide grin.

* * *

They made their way into Manhattan and peter expertly led the way. He had just gotten them some hot dogs and they walked to central park.

Peter groaned in delight as he ate his. "God, I missed this."

Laura looked at her own skeptically. It certainly didn't smell edible, and it looked like it might-

"Its not going to bite back, you know. Well…it might, but that's rare." He told.

"That's not very reassuring."

He rolled his eyes. "Just try it. You'll like it, I promise."

Laura sighed and decided to bite the bullet…at least that's what she called this monstrosity. Once she did however, she wasn't able stop herself from vocalizing her approval.

He grinned. "Told you."

"Fine, I'll give you this one."

He gave a genuine smile at this. He hadn't done that in awhile. It felt good to have someone around again.

He stiffened as he felt a tingle. Grabbing laura, he jumped off the bench they were on, just as a police car landed on it.

' _Hopefully a real fight'_ Venom thought to him.

He looked up and saw a man in some kind of flight suit with large wings. Several police cars were trying to follow him and he could see him carrying something. Probably stolen goods.

Peter was about to suggest leaving but couldn't bring himself to. The police were trying to chase him, but they couldn't fly. It wasn't his fight, but he had power. Did that make it his responsibility?

Peter sighed and came to a decision.

' _Fight'_ Venom practically pleaded.

Before laura could say anything peter started walking towards them. He shifted into the black and white outfit, then began running. She could only stare as he took off like a bullet.

He didn't know what he was doing, but he was going to do it anyway. He ran at full speed and made it onto the road. People gawked as he easily passed their cars. They weren't used to the super people being down among them. Heroes only really handled the big stuff.

He began to pass several police cars and turned to run along the side of a building. As he ran, he got into range and jumped.

"Hey Polly!"

'Polly' turned to see a black and white figure land directly on his back. "Gah! What the hell are you doing?!"

Peter laughed. "I don't really know."

He punched the man and they rolled in the air. The man flew against a building to try and knock him off. Peter only crawled to his chest and sent several punches to his helmeted and masked face.

A particularly hard punch changed their course and they flew through a skylight and into a busy mall. They spun around erratically and peter groaned.

"Man, I just ate two."

"Get off me!" The man yelled.

Peter shifted his weight and they crashed to the floor. People gasped as they jumped away, watching from the sidelines. They slowly got to their feet and locked masked gazes.

' _Get him!'_ Venom yelled in his mind.

Peter shot to his feet and charged. The man also got up and took off. Peter shot a web and hitched a ride. They flew up and peter pulled himself towards the man.

He turned and used his wings to cut the web lines. Peter shot another and yanked, sending himself forward and straight into the guy.

Peter punched his face and they spun. They man used some kind of gauntlet to return the punch. He flew off but caught himself and pulled back into him with a web.

They struggled as they flew higher. The man landed a swing with robotic talons and slashed peter across the face. He grunted but held on as they reached the clouds.

The man managed to shove him off. He shot a web but the man cut it. Peter began falling. The man followed to watch his prey go splat.

Peter panicked as the buildings came into view and shot a web. He gritted his teeth as the momentum strained his arms. Peter surprised himself and kept swinging along web lines. He had never really done this before, but it was fun.

He turned himself and swung into the man who was still following him. They collided and peter climbed onto his back.

"Whoa! That was fun, but I got a girl waiting on me and she ain't the kind you keep waiting!"

Peter decided to target the wings by smashing them and they spun wildly as they fell.

"You imbecile! You'll kill us both!" The man yelled.

Peter pretended to panic. "I will?!"

They hugged each other while falling. "Ahh!"

The ground drew closer and the guy was practically wetting himself. Peter decided that was enough and let go. He straitened himself downwards and began to shoot webs on either side of the man.

He slowed to a stop inches from the road and peter landed on him.

"Phew, thanks for the workout Polly, next time I'll bring crackers and we'll do it again."

The man growled. "I'm not a parrot, I'm the vult-"

Peter cut him off with a final punch. "Whatever, big bird."

Several police cars drove up and the officers gawked at peter. One gathered himself and pointed his gun.

"F-freeze! Get on the ground with-"

Peter pulled the gun away as he felt his anger boil over. "I put myself at risk to help you, and this is the thanks I get?!"

He crushed the gun and swung off to find laura. "Man, she is going to be **pissed**."

* * *

Norman grinned as he watched the recorded phone video of peter crashing into the mall.

"The prince has come back home, and soon I'll bring you back to your kingdom."

He laughed himself silly at the prospect of having his 'son' back.

 **Leave a review and let me know what I can do better.**


	5. chapter 5

Logan sat on his bed and groaned in frustration when he saw the news showing Peter fighting the Vulture.

Apparently people were starting to get the idea that he was the people's hero and wasn't too much of a big time to fight for the little guy. Except some guy from the daily bugle, who said that he was interfering with the law.

He looked down at the photo in his hands. This one was of Him, Mary, Richard, and Natasha Romanoff. His eyes focused on Mary, taking in every visible feature of her face. He fell in love with her some time after the four began working together while temporarily doing work for S.H.I.E.L.D. She was always optimistic about everything. Mary would often be seen as naïve, but anyone stupid enough to get on her bad side would find out otherwise.

Logan always said that an animal like him couldn't settle down, which is why she chose Richard over him. He didn't know why. Even if they seemed happy together, Richard was still a che-

"Logan?" Ororo cut off his thoughts as she came in through his open door.

He looked up at her and the glare he had at Richard softened. "Need something, Ro?"

She looked at the tv on the wall opposite his bed. "Just checking in. I guessed you had already seen it."

He nodded with a sigh. "Fury's gonna be all over this."

She sat beside him and padded his shoulder comfortingly. "We can handle him."

"He's not the one I'm worried about."

Ororo grabbed his face and turned him to her. "You'll do fine. You did fine with Laura and several other students. You can handle it."

He gave a grateful nod and she looked at his hand. Her eyes landed on Natasha. "Are you going to tell him?"

He followed her gaze and sighed. "Not yet."

* * *

After the thing with vulture, Peter and Laura made their way back and parted ways.

Laura stood on her balcony, facing the back of the mansion, and watched as mutants of all kinds enjoyed their day in between classes or training.

Her blank gaze noted peter absentmindedly walking through the gardens, seemingly muttering to himself. Her enhanced eye-sight and ability to lip read made it seem like he was talking to someone.

She still wasn't sure why Logan was so intent on helping him. He seemed like an idiot that didn't know when to shut up to her.

With her questions going unanswered, Laura decided to get the answers herself. She left her dorm and traversed the halls towards Logan's.

She arrived at his door and knocked. No one answered, and Laura quickly slipped in. Shutting the door behind her, she began to look around. Laura looked in drawers, the closet, under and in the bed, and practically everywhere, but found nothing.

She cursed and threw pillow in frustration. An envelope slipped out of the pillow case. Laura picked it up and immediately opened it.

' _Logan, I know you must hate me right now. I would have loved to stay with you but the wolverine would have gotten in the way and I cant settle down with an animal. I'm leaving this because I want to ask something of you. If me and Richard ever leave this world before Peter, please watch him. The circumstances may not be ideal, but he is my son now and there isn't anyone I would rather watch him than you. Your nothing if not loyal. Just don't let 'her' have him._

 _-Mary Fitzpatrick-Parker_

Laura narrowed her eyes at the strange letter. Logan wasn't one to be sentimental, so for him to save this was unusual. At least now she knew why he was so invested in Peter. But who was this 'her'?

Laura shrugged it off and began putting everything back the way she found it.

"Laura?"

She turned and saw Kitty standing there. Laura glared. It was just like her not to knock.

"What do you want." Laura demanded.

Kitty squirmed under her gaze. "I was j-just looking for Logan. W-why are you looking through his stuff?"

Laura walked up and leaned in close. "That's not your business and I suggest you forget you saw me."

Kitty looked uneasy. "B-but wont he smell you…us?"

Laura didn't look bothered. "I'll handle it."

She went over to his nightstand and tipped over a bottle of cologne that she remembered Ororo had given him. It shattered and the smell soon enveloped the room.

Laura turned to Kitty and saw she was still hesitant. Laura sighed. "Keep this to yourself and I'll…mention you to Peter."

Kitty perked up and gave an eager nod. "Deal."

She phased out through a wall. Laura heard footsteps and realized there was only one exit.

The balcony.

She opened the double doors and jumped, intending to land on her feet, just as Logan entered the room. Instead of the ground, she landed in a pair of strong arms.

"I knew you were quite the catch." Peter said with a smirk.

Laura gave a blank expression. "Well I'm not falling for you."

Peter mock gasped. "Was that a joke? I wasn't aware you could do those."

"…"

"…"

Laura glared. "You can put me down now."

Peter gave sheepish smile and set her down. She wondered if she should tell him what she found. Laura decided against it however, since she felt she didn't owe him anything.

"What no thank you? You wound us." He said and feigned an aching heart.

She looked at him with confusion. "Us? Who is 'us'?"

He only smirked. "You know the saying 'A girl's gotta keep her secrets'?"

"So you're the girl in this relationship? Makes sense." She taunted.

He turned the tables. "So your saying there's a relationship."

Surprisingly, she blushed slightly. "That's not what I-"

"That's exactly what you said." He said cheekily.

She scowled as they walked towards the mansion. "Are you coming on to me, Parker?"

He immediately backtracked. "Uh n-no."

' _Wuss.'_ Venom laughed in his head.

' _Would you want to piss her off?'_ He thought back.

'… _no.'_

' _Thought so.'_

Before anything more could be said, an alarm began to go off. He looked to her and she clarified.

"The school is under attack…again."

Peter blinked in surprise at how casually she said that, and followed her inside. The younger and less experienced were making their way through the halls and deep inside, while the older and more trained went out to defend the school.

A blue and furry guy with a tail was nearby and laura went up to him.

"Kurt, take me outside. Peter, follow the others."

"What?! Why are-"

Before he could finish, Kurt gave an apologetic smile and vanished in a puff of blue smoke. He gawked at having been told to stay out of it. He wasn't used to running, and he wasn't about to be now.

' _Fight!'_ Venom cheered.

Peter mentally agreed and made his way through the halls and outside. When he got there, he saw several people who wore 'FOH' on various places, attacking the students.

The suit formed and he jumped towards the fight. Landing in a crouch, he spotted a school bus speeding towards the school. Peter ran straight for it and tackled it to a stop. His spider-sense blared and he jumped away as it exploded.

Upon landing, he leaned to the side as a bullet flew by and web-pulled the shooter into his fist. He saw a few closing on Logan and quickly ran over.

Logan grunted as a bullet hit his back. He turned and jammed his claws into the shooters head.

Peter came up and sent a fanatic flying with a punch. "Does this happen often?"

Logan buried a clawed hand in one's chest. "Every other Tuesday."

Peter ducked under a machete and punched the crazed zealot off his feet. "Maybe we could recommend a gym. Makes for a less bloody workout."

Logan grabbed peter by the shoulders. "This isn't a time to hold back. The law wont do much to them, and every one of them that you let live today, is another mutant **child** that they'll kill tomorrow. If your not giving it your all then get the hell inside and out of the way."

Peter stepped away from his grip. "It doesn't need to come to that."

' _Yes it does. It is them or us.'_ Venom spoke.

Logan shook his head. "It always comes to that eventually. So long as you understand the weight of taking a life, your allowed to do what **needs** to be done to survive. I'm not saying go on a killing spree, but learn to do what's necessary."

Peter didn't like where this was going, but knew that it would need to happen eventually. Especially since his ultimate goal was to kill Norman Osborn.

Peter had an unsure expression behind his mask, but a rocket prevented any further reply. It hit Logan directly and sent peter flying away. He hit the ground hard and looked up to see Logan on the ground, but healing quickly.

He heard someone yell and saw that kid who tried to poke his face when he arrived yesterday. The kid fell and multiplied. The duplicates tried to defend him but they were also being pushed back by several mutant haters with machetes, batons, and other improvised weapons.

He saw one close in and raise his machete. In a split second decision, Peter threw his arm out and a spike drove itself through the attacker's chest.

' _KILL THEM ALL!'_ Venom yelled in his head.

Peter began to grow larger and his mask opened with a row of sharp teeth. A massive roar escaped him and all the nearby combatants froze.

"Our turn." Venom hissed.

* * *

Alistair threw a wrench in frustration. He looked up at the silver sleek robot that was strung up by chains in his lab. It had large blue bug like eyes and two antennae like protrusions coming up from the bottom jaw.

It was meant to act as an alpha over the other spider-slayers, he couldn't figure out how to make it aware enough to fight anyone. It wasn't smart enough…wasn't human enough.

That last thought gave him an idea and he picked up his phone. "Doctor Warren, I need your assistance in my lab."

" _I'm busy, Smythe."_

Alistair growled. "Stop playing with that stupid girl and get up here."

"… _this better be good."_

He smirked. "It will be."


	6. chapter 6

**I'm having a bit of a block and cant seem to get the wheels turning on how to continue. I decided to put this little bit up while I try and figure out the rest. Sorry, but I thought you should know I'm still working on it.**

Venom dragged one of the invaders along as he stalked towards a group that was trying to hide behind a stolen school bus. He slammed the one in his grasp into the bus and effortlessly turned it on it's side and crushed them. One managed to get out of the way, but Venom ripped off the bumper and literally batted him into the air.

Another tried to shoot him, but the bullet only bounced harmlessly off his large form. He turned slowly and gave a menacing look. "Run on home, before we take an early dinner."

The guy took off but Venom only laughed and pounced onto him anyway. He whipped him around using his massive jaws and sent him flying.

"Give us a challenge!" Venom roared.

He spotted Kitty leading a group of younger students inside, but ended up surrounded. Venom sped off towards one and prepared to bite his head.

" _Stop!"_ Peter's voice came through.

Venom tackled his target and raised a clawed hand. "Why!"

" _Your overdoing it. I cant let you traumatize those kids any further."_

Venom looked over and saw that they had disturbed expressions. He reluctantly relinquished control. Peter gave one last menacing snarl that sent the enemy running as he shrunk back down to his normal size.

The mask receded, revealing his frown at the bodies Venom left. The one he was told was called Cyclops came up to him.

"Thanks, even if a little messy, we appreciate you helping out."

Peter winced at the word he used but nodded. "Glad I could. Who were these guys?"

A recovered Logan came up and answered. "Pretenders. The real ones tend to be more trouble."

Logan noticed the expression on Peter's face and figured he would need to talk to him eventually. Something he didn't look forward to.

Talking about it wasn't usually his thing.

"Anyone hurt?" Peter asked.

"None, thankfully." Cyclops informed.

Peter sighed in relief and looked around. The only real damage was to the gate. Other than that, the school and students seemed largely unharmed. Without another word, Peter left.

* * *

"Are you sure you want to go through with this, Smythe?" Miles asked.

Alistair was strapped onto a table inside of a small glass chamber, while Miles worked the controls from outside.

Alistair glared at him. "Just do it. With me in control, I'll be able to take my revenge personally."

Miles gave an uninterested shrug. "Suit yourself. Beginning the bonding now."

The silver frame of the spider-slayer was now repurposed into armor and was being bonded surgically and genetically so that it acted like a second skin.

Miles watched as the process began and Alistair started screaming. The process would take awhile so he left and headed down to his own lab.

Upon arriving he turned to the wall that held the padded cell. The girl stood there in a blue gown you'd find in a hospital, facing him with a glare. He frowned at the shift in her behavior.

"Why so angry, dear?"

He walked over and her blue eyes tracked him intently. He stood close to the thick glass separating them. She snarled and threw a fist. He jumped back in surprise when the glass cracked slightly.

"Now now, you don't want to be punished, do you?" He asked.

The girl leaned against the glass and whispered venomously. "I. Hate. You."

He gritted his teeth in anger and took a remote out of his pocket. Pressing the button, an ankle brace she had on lit up and zapped her mercilessly.

"I don't know what's gotten into you, but I wont stand for it!"

Miles then took a calming breath and spoke again. "Now, you only have one session left before your DNA has accepted the enhancements. Behave and you'll be fine. Keep this up, I'll let it destabilize and kill you slowly. Am I clear?"

She glared, but surrendered. "Y-yes."

He smiled. "Good girl."

* * *

Peter sat on his bed, about to rest, but heard a knock.

"Door's open." He called, and formed grey pants and a loose black shirt.

Logan came in and looked around the bare room. "Settling?"

Peter shrugged. "A little…much for my tastes."

Logan nodded, having had similar difficulty adjusting to beds that didn't try to eat you at night. He took a seat at the desk near his balcony.

He let out a sigh and reluctantly spoke. "About what happened-"

"I know it had to be done. I know that life would eventually put me in that situation…but how do you get over taking a life?" Peter asked with a look so lost that he wondered if there was any of Mary's blood in him.

Logan thought on it for a moment and decided to be honest. "You don't. You just live with it. Accept that it had to be done, understand the weight of doing it, and move on."

Peter took this in and sighed. "It shouldn't have been like this. I should be with my aunt and uncle. I should be going to school and being unable to get a date. I just wanted some normalcy."

Logan looked down a bit as he thought of the many loves that he's lost. "I did two, but life don't work that way. Make do with what you got."

He then looked at Peter with a smirk. "But you at least get one thing back."

He threw Peter a folded up paper. Peter caught it and looked at it quizzically. "What is this?"

Logan walked to the door. "Your schedule, did you forget this was a school? You start next week."

"Shit."

' _Shit.'_


	7. Chapter 7

**I DID IT!...sort of. It's not as long or as good as the first version but I didn't want to keep you guys waiting too long.**

 **Logan may seem harsh in this chapter to Natasha but he isn't thinking much past Mary yet.**

 **Also, just letting you know I'm making my sort of own version of spider-slayers because I'm not entirely familiar with them.**

Norman watched Alistair, now incased in the converted spider-slayer, bend a metal table with ease.

"This is incredible!"

"Yes, good work Alistair. But keep focused on your objective."

"Oh I will." Alistair grinned.

Norman's expression hardened. "Alive, Alistair. Alive."

His grin faltered. "Of course, Mister Osborn."

Norman leaned in dangerously close, not the least bit intimidated by the upgrades. "I'm warning you, this is your last chance. Do not. Disappoint."

Alistair was starting to feel the urge to crush his skull. He was the one with the power now. Where did he get off talking to him like that. Alistair fully intended to find Peter, but only to kill him for the death of his father. However, something told him that crossing Norman wasn't a good idea right now and reluctantly played along.

Miles chose then to walk into the lab they were in. "Mister Osborn."

Norman straightened himself out. "Yes?"

"It's done. Her body has fully excepted the enhancements."

"And the implants?"

Miles hesitated. "I was hoping to keep her as she is-"

"Put them in. I need a weapon, not a scared little girl. I have no reason to let her have free will."

He turned back to Alistair. "How do you intend to find him?"

"Me and my slayers can lock onto him and the symbiote from anywhere. He cant hide from us."

* * *

Peter cursed Logan for doing this to him.

The morning after their talk, Logan had apparently offered him to help Ororo lead a class on a field-trip to a museum. Normally this wouldn't bother him as he found some of the stuff there interesting. Unfortunately, it was hard to enjoy anything with a thirteen year old kid constantly asking him questions.

Jamie Madrox walked along his side as everyone followed Ororo past various displays. "Have you ever eaten a fly?"

"No."

"Do you lay eggs?"

"No."

"Can you grow more arms?"

Peter's eye was starting to twitch as he felt his partner's annoyance. "No."

"And you said you weren't a mutant?"

"I'm not."

"Are you an alien?"

Venom formed a face in his black shirt and hissed. Rather than be frightened, Jamie got excited.

"Is **that** an alien?"

"N-well yeah, you got me on that one." He said with a chuckle.

Jamie poked Venom a few times, avoiding the attempts to bite down on his finger, seemingly unafraid.

Peter looked around the museum and had to frown at the looks they were getting. Some people looked scared, others sneered with disgust and a few full-on glared at them. Most of the kids didn't have any physical mutations, but they were just that. Kids. They used their powers every chance they got and people definitely noticed.

He didn't understand how they could place so much hatred on children. Like himself, they never chose to have such power and simply tried to get on with their lives.

As he looked around, something else caught his attention. A red haired women wearing a baseball-cap and sun-glasses seemed to be watching him intently. When she noticed him spot her, her lips curled upwards slightly before she turned to leave. He didn't know why that mattered but it felt like he had the wind knocked out of him. His spider-sense didn't exactly go off but it did…something.

He felt a tug on his arm. "Are alright? You're spacing out."

Peter looked down at Jamie, still thoroughly confused. "Y-yeah. We should keep up with the others."

A few minutes later, the kids were allowed to look around freely while Peter and Ororo watched them. They sat on a table watching to make sure no one tried to start trouble. Peter spotted one man about to shout something at the kids, likely demeaning, and threw him a look that shoved the words back down his throat.

"How are you settling?" Ororo suddenly asked him.

He shrugged. "Fine."

She noticed he seemed distracted and felt the need to ask. "Is everything alright?"

He looked up at her, debating whether he should say something or not. "Just…thought I saw someone."

She looked at him a little worriedly. "Who?"

Peter just looked confused and wasn't able to offer more than another shrug. This only worried her more and she made a note to mention this to Logan.

Ororo decided to changed the subject. "Are you excited to start classes?"

He seemed relieved at the subject change. "A bit, yeah. I've read good things about the professor and his school."

She smiled. "Logan mentioned you were smart."

His face reddened slightly. "I guess, yeah."

She laughed but got confused when he suddenly stiffened. "What is it?"

He didn't answer, just continued to look around.

' _Above!'_ Venom warned.

He tackled Ororo down as something large crashed in from above and landed on their table. Immediately, people panicked and screamed, scrambling for exits. Peter and Ororo looked up to see a large black robot with a red hourglass symbol and single scope-like optic for a head.

Peter gulped. "That's not the latest coffee maker is it?"

* * *

Laura walked into the room she shared with Megan Gwynn. Rather than her roommate, she found Logan, standing arms crossed as if waiting for her.

"Logan." She greeted, not the least bit intimidated by him.

She never was. Something he noted with annoyance. "Did you think I wouldn't notice?"

She shrugged, still unconcerned. "I hoped."

He grumbled about the cologne being a gift before gesturing for her to sit. She did so, albeit with an eye-roll.

"How much did you find?" He asked.

"Enough to know why you're so invested in him…and that you're hiding something."

He stiffened at the last point. "You mention any of that to him?"

She shrugged. "I owe him nothing."

Logan sighed and sat beside her. "Laura, this whole thing has me thinking. You've been fighting since you were born-"

"Created."

"Born." He repeated firmly. "Since getting out all you've done is fight. It wasn't much different when you came here…I'm starting to wonder if I've done enough."

"What?" This was taking a turn she wasn't prepared for.

Logan himself was still trying to process what he was about to say. "I just think that maybe we should take some time off. No fighting or any of that."

An awkward silence followed. Laura wasn't even sure not fighting was an option. It wasn't something she ever considered before, which made what he was suggesting seem even more preposterous. Truthfully, a large part of her wanted something like that but realistically, it just didn't look like a possibility.

Laura finally broke the silence. "I doubt that can even be done."

"It cant be that hard."

They heard his phone and he answered. "What is it, Ro?"

" _A Keurig and a Decepticon had a kid and now it wants to kill us!"_

"Peter?" Logan asked.

" _Hand it to me, Peter…Logan? We're at the museum and might need some help."_ Ororo told him.

Logan sighed and turned to Laura. "I was wrong."

* * *

Ororo kept herself firmly in front of her students while throwing a few hits now and then, while Peter did his best to keep its attention. Which turned out to be easy since it was apparently targeting him specifically.

Most of the civilians had ran away, with the exception of a few brave stragglers who stayed to record, and Peter was now fully suited to try fighting the machine off. It wasn't easy as he had found his webs didn't stick to whatever it was made of and had a large gun for a right hand.

Peter was dodging a storm of bullets to the best of his ability, but the machine wasn't slowing down at all. He ran along a wall until he was over the robot and dropped straight down onto it's shoulders. It fruitlessly tried to reach up with it's left hand while Peter steered it by the head towards a wall. He managed to crash it and jumped of so that Ororo could hit with some lightning through the broken ceiling.

It continued to ignore the mutants and suddenly let out a loud high-pitched whistle. Ororo and the students watched as Peter yelled in agony and fell to his knees. Venom lashed out and wriggled uncontrollably while seemingly melting off of Peter.

Ororo staggered it back with a few well placed lightning bolts, but Peter didn't move from where he was still writhing in pain. The machine was about to close on him again when a horde of Jamies began trying to distract it.

"Jamie, get out of there!" Ororo tried.

It noticed the obstruction and raised it's gun to remove it. Before it could, a large clawed-hand grabbed it.

"That. Was. Unpleasant!" Venom growled.

He tackled the machine down and bit the head clean off. A purple one that looked like a spider burst into the museum. Venom looked at the arm that acted as a gun and grinned.

"Lets get creative!" He tore the arm off and stuck his own in. The symbiote enveloped it and gave the barrels a few experimental spins.

* * *

The purple spider-slayer came crashing out of the museum, having been pushed back by a hale of hardened web-bullets. Venom followed, laughing manically and mercilessly shooting with the improvised weapon.

"We need to get ourselves one of these." Venom noted gleefully.

He heard a crashing noise and turned to see a large blue one with thick heavy fist and dome-shaped head with six red eyes. It plowed through several cars and closed in to deliver a powerful punch that sent Venom sailing a significant distance away.

He fell and skidded into a trail of broken pavement before painfully stopping and ending up partially buried. Venom abandoned the gun and shrunk back down, allowing Peter to pull himself out.

"Ow. I'm going to feel that for…ever."

Peter heard stomping and a tingle forced him to jump as six blue arms smashed into the ground where he had just been. He landed on the roof of a car, which prompted a scream from the women inside before simply abandoning the vehicle.

A tall silver robot with six arms charged towards him. Peter dodged several swings and kicked off it's head to gain some distance.

"The hell are these things?"

' _Doesn't matter. Destroy them.'_

He ducked under a three-armed swing and tried wrapping them in webbing. Like the first, the webs only slid right off without sticking. Peter and the slayer looked down at the pile before he shrugged but the slayer only responded by grabbing him and slamming him down a few times before one of the arms raised a blade.

As it was about to bring it down on him, a bullet hit it's head. It looked up and several more began hitting it until the head was shot clean off, releasing it's hold on Peter. He looked up in-time to see the red headed woman leave the roof.

His eyes lingered there too long and he was almost hit when the purple slayer shot at him with the gun between it's spider-like pincers.

' _Focus!'_

"I know! I know!" He responded while rolling behind a car.

He took a deep breath before running out towards the slayer, dodging as best he could. Climbing the slayer, he began pounding at it and hung on when it started trying to buck him off.

"I think… I'm gonna be sick."

The slayer apparently didn't want to be puked on as it jumped to smash into the side of a building. Peter grunted but didn't relinquish his hold. Instead, he reached for the pincers and pulled until they came off, along with it's head. The disabled slayer crashed back down and Peter breathed a sigh of relief.

The relief didn't last long before the blue one came charging over at impressive speeds, straight into the slayer he was standing on. Luckily, he managed to jump and begin swinging back to the museum. People screamed when it pursued him through the streets and he realized his mistake.

Too many civilians.

 _'It doesn't matter.'_

Peter swung low towards it. "Yes it does! I'm not letting them get caught in the crossfire of **our** fight."

It threw a punch and he flipped over to land on top of the fist then crawled onto it's face. "Go ahead, give it your best shot."

The slayer took the bait and slammed it's fist onto it's own face when he jumped. "Ha! These things are pretty stupid."

The slayer then raised it's hands and slammed it down, cracking the ground before throwing a large chunk at the teenager. Peter caught it, but the slayer smashed straight through it to land another powerful punch that imbedded Peter into the ground. He was too disoriented to move when it prepared another punch.

Laura roared as she dove, claws first, onto it's chest. Logan walked over and offered Peter a hand, which he took gratefully.

He grunted as he was pulled to his feet. "Got to a museum he says, it'll be fun he says."

"Not my fault you're a trouble magnet, kid."

He stuck Venom's tongue out as Laura returned, having literally shredded the slayer apart. She flicked it, which made him recoil. "You just went to a museum. It doesn't get anymore boring than that. How did you mess that up?"

Before he could make his case, his spider-sense warned him of the two silver spider-legs that he pushed the two feral mutants away from. He wasn't able to get himself out of the way and got batted into an alley. Something crashed onto him and pinned him to the ground. Blue bug-like eyes glared down at him.

"I expected my slayers to put up more of a fight."

Peter glared up at him. "Sorry to disappoint, but all they did was make a mess."

He kicked off Alistair and climbed up a wall. To his surprise, Alistair followed him up and tackled him down onto the roof. They struggled until Alistair once again had him pinned.

"You're going to suffer for killing my father!"

Peter rolled them over. "What are talking about?! Who the hell are you?!"

Alistair kicked him off and used one of the legs on his back to throw him off the roof. He caught himself with a web but groaned when Alistair somehow swung after him on his own web-shooter.

* * *

Logan was about to go after them, but paused when he caught a scent. He growled and turned to Laura. "Take the bike and go after them. I'm gonna check on Storm."

She left without a word and he followed the scent he caught to an alleyway. "Come out, Romanoff!"

"Logan." Someone greeted from behind him.

He faced her as she removed her hat and sun-glasses. "You shouldn't be here."

She glared at him. "I wanted to see him. I had to. He should at least know."

"Not until he's ready."

"And who will decide that? You?" She accused.

Logan angrily stepped in front of her. "He may deserve to know, but you don't. Not after what you did."

She recoiled at his word. "I never meant-"

"That doesn't change what happened!"

Her expression grew desperate and pleading but he didn't let it get to him. "Logan, you know I cant-he shouldn't exist. I don't know how but I should not have been able to have him. Please, he's the only good thing I will ever leave in this world."

He shook his head with a sigh. "You should have thought about that before. Does Fury even know what he is to you?"

She took a step back to collect herself and return to a neutral expression. "I never told him. That doesn't necessarily mean he doesn't know."

Logan turned to leave. "Stay away from him."

"Damn it, Logan. All this because of a promise to a dead woman?"

"A promise I intend to keep." He told her.

"You wont stop me, Logan. We have every right to know each other."

"He does. You don't."

* * *

Peter and Alistair crashed behind an apartment building, trying to wrestle the other down.

"You want to know who I am?! I'm the son of the man you killed! The son of Spencer Smythe!"

Peter separated himself and jumped back onto a wall. "You're Spencer's brat? I didn't kill him. He helped me escape to spite Osborn. He found out and killed him himself."

"Liar!" Alistair jumped at him.

Peter met him halfway and tackled onto the nearby building's generator. "Stop! I didn't kill him!"

"You're lying!"

"Damn it, Smythe. Just end this now, your problem isn't with me!"

He didn't stop. Peter grabbed his hands and pushed them into the generator. They both screamed as they were electrocuted but Peter held on. "J-just give up!"

"N-never! You'll d-die for what you did!"

The symbiote painfully flailed around and begun to seemingly melt off of Peter. Alistair was made of metal now and was doing just as bad. "Enough, Smythe!"

"No! We both die then!"

Peter looked down almost pleadingly. "Don't make me do this, please."

Alistair gritted his teeth to look up at him. "We'll finish this in hell."

"No, we wont."

A few minutes later, Laura drove up on Logan's bike. She spotted both of their smoking forms on the ground and went to Alistair first, to make sure the threat was neutralized. Upon finding that he was dead, she moved to Peter. He was laying in a puddle of black sludge. His whole upper body was bare and smoke still rose from him.

With the slightest bit of concern, she felt along his neck for a pulse, since she couldn't hear his heart-beat or breathing. She jumped back when he gasped and the symbiote began pulling itself together.

"Ugh, some people call that therapy?" He asked rhetorically, clutching his head.

Laura moved over to help him up. "Crazy people from what I understand. You must have found it very relaxing."

He snorted with an arm over her shoulder for support. "Yeah, I feel so relaxed."

She rolled her eyes and helped him to the bike. "Lets just get you to Hank."

He glanced at her, amused. "Do I detect genuine concern?"

Laura scoffed. "Not in the least. I just want you off my back."

"Sure, whatever you say."

' _She wants us.'_


End file.
